Vemanti Group, Inc. (OTCPK:VMNT) entered into a Stock Purchase Agreement to acquire Devblock Technologies, Inc. from Benjamin Liu and James Sun on April 18, 2023. The purchase price will be in cash equal to the gross sales revenue of the Trailing Twelve Months of DevBlock as of the closing of the transaction (the ?Closing Date?) times a multiple of 1.35. The Sellers have the opportunity to earn additional amounts in contingent earn-out payments, subject to meeting certain EBITDA margin targets, payable in cash to the Sellers and the Option Holders within 120 days following each 12-month anniversary of the Closing Date during the Earn-Out Period, subject to certain adjustments and dispute resolution procedures. The management team, including Benjamin Liu and James Sun, will continue to lead the business and attune its future direction to Vemanti?s long-term corporate objectives. Post-closing, Deblock will be a wholly-owned subsidiary of the Company. The transaction is subject to customary closing conditions, including the appointment, effective as of the Closing Date, of the directors selected by Vemanti to the boards of directors of DevBlock and its sole subsidiary, which in each case shall represent a majority of the post-closing board of directors, and the DevBlock Purchase Agreement contains certain termination rights for both Vemanti and the Sellers including the right of either party to terminate if the closing has not occurred by June 30, 2023. The transaction is expected to be completed in Q2 2023. As of May 15, 2023, the transaction is expected to close on or about June 30, 2023. As of July 1, 2023, the transaction is expected to close on or about July 31, 2023.

Tammara Fort of The Crone Law Group, P.C. served as legal advisor to Vemanti Group. Mehrdad Ghassemieh of Harlowe & Falk LLP served as legal advisor to Benjamin Liu and James Sun